Filing Details

Accession Number:
0001683168-20-000667
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-03-03 08:20:21
Reporting Period:
2020-02-28
Accepted Time:
2020-03-03 08:20:21
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1162896 Wizard Entertainment Inc. WIZD () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1113835 L. Paul Kessler 622 N. Sepulveda Blvd., Suite 300
Los Angeles CA 90049
Executive Chairman No Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, Par Value $0.0001 Per Share Acquisiton 2020-02-28 2,835 $1.46 2,622,903 No 4 P Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect See footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Warrant for purchase of common stock $2.50 2016-12-02 2024-12-02 700,000 700,000 Indirect
Common Stock Convertible debenture $2.50 2016-12-02 2021-12-31 1,000,000 1,000,000 Indirect
Common Stock Options $0.00 300,000 300,000 Indirect
Common Stock Options $2.60 2019-03-01 2024-01-23 15,000 15,000 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2024-12-02 700,000 700,000 Indirect
2021-12-31 1,000,000 1,000,000 Indirect
300,000 300,000 Indirect
2024-01-23 15,000 15,000 Indirect
Footnotes
  1. These shares were purchased by Bristol Investment Fund, Ltd., a Cayman Islands exempted company ("BIF") managed by Bristol Capital Advisors, LLC ("BCA"), a Delaware LLC, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned.
  2. The total includes: (i) 2,555,168 shares owned by BIF, (ii) 24,450 shares owned by Bristol Capital, LLC ("BC"), a Delaware LLC of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, (iii) 3,935 shares owned by Paul Kessler IRA Rollover, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, and (iv) 39,350 shares owned by Bristol Capital Advisors Pension and Profit Sharing, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned. These share numbers reflect the 1-for-20 reverse stock split effectuated by the Issuer on February 27, 2020.
  3. On December 2, 2016, BIF purchased from Issuer a $2,500,000 convertible debenture (with a conversion price of $0.15) ("Debenture") and warrant to purchase 16,666,667 shares of common stock (with an exercise price of $0.15) ("Warrant") for an aggregate purchase price of $2,500,000. The Debenture's maturity date was extended to December 2021, the Warrant's expiration date was extended to December 2024 and the Debenture's conversion price and Warrant's exercise price were adjusted to $0.125, pursuant to an agreement in December 2019. As a result, the number of shares underlying the Warrant became 20,000,000. BIF subsequently transferred 6,000,000 Warrant shares to an investor pursuant to an agreement in December 2019, resulting in 14,000,000 shares underlying the Warrant. Following the 1-for-20 reverse stock split effectuated by Issuer on February 27, 2020, the Debenture's conversion price and Warrant's exercise price are $2.50 and the number of shares underlying the Warrant is 700,000.
  4. The Issuer has issued stock options for 600,000 shares to BC pursuant to its stock award plans, with exercise prices ranging from $0.50 to $0.60, expiring on December 29, 2021 as disclosed in the Issuer's 10K report filed on April 1, 2019. Following the 1-for-20 reverse stock split, the stock options are for 300,000 shares and the exercise prices range from $10 to $12.
  5. The Issuer granted an option for 300,000 shares to Paul Kessler pursuant to the 2011 Stock Incentive and Award Plan, as amended. Following the 1-for-20 reverse stock split, the option is for 15,000 shares and the exercise price is $2.60.